Assignments and Endorsements. 2.4.1 Upon payment of the Purchase Price for the Loan Portfolio on the Closing Date in accordance with the terms of Section 2.3, Seller shall (i) execute and deliver to Buyer a xxxx of sale, in the form of Exhibit A hereto, and (ii) deliver any notes endorsed as set forth in Section 2.4.4 below.
Assignments and Endorsements. Prior to delivering any assets for deposit in the Trust, the Reinsurer shall execute assignments, endorsements in blank, or otherwise transfer of all of its right, title and interest in such assets (according to procedures set forth in the Trust Agreement), so that the Company, or the Trustee upon the Company’s direction, may whenever necessary negotiate title to all shares, obligations or any other assets requiring assignments in order that the Company, or the Trustee upon direction from the Company, may whenever necessary negotiate any such assets without consent or signature from the Reinsurer or any other entity.
Assignments and Endorsements. Zenith and Riscorp shall, upon execution of this Agreement and from time to time thereafter as required, execute assignments or endorsements in blank of all securities, or other property, standing in the name of Riscorp, as appropriate which are delivered to Trustee to form a part of the Trust Account so that, whenever necessary, Assets held in the Trust Account can be negotiated as provided herein without the consent or signature of Riscorp, or of any other person or entity. Any Assets received by Trustee which are not in such proper negotiable form shall not be accepted by Trustee and shall be returned to Riscorp as unacceptable. In addition, Trustee may hold Assets of the Trust Account in bearer form or in its own name or that of a nominee.
Assignments and Endorsements. Each Mortgage Note is properly endorsed by Seller in blank or to Buyer or its designee and each such endorsement or allonge of Seller is genuine. Each assignment of Mortgage, Mortgage Note endorsement or allonge, any related reassignment of Assignment of Leases or Rents, and assignment of any other agreement executed in connection with such Mortgage Loan, from the Seller to the Buyer, has been duly authorized, executed and delivered by the Seller, and validly and effectively conveys Seller's interest therein to Buyer and constitutes a legal, valid and binding assignment enforceable against the Seller, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, liquidation, receivership, moratorium or other Laws relating to or affecting creditors' rights generally or by general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law). Each assignment of Mortgage and any related reassignments of Assignment of Leases or Rents, if any, is in recordable form; provided, however, that in the event any such assignment is found to not be in recordable form, Seller's sole obligation shall be to re-execute such assignment in such form as is recordable (with no substantive modification thereto).
Assignments and Endorsements. 2.5.1. Upon payment of the Purchase Price specified in and, in accordance with, the terms of Section 2.3, Seller shall execute and deliver to Buyer, and Buyer shall take delivery from Seller of, the Purchased Assets in the manner set forth in Section 2.5.3 and Section 2.5.4 below. In addition, Seller shall execute and deliver such individual assignments as may be reasonably required or requested by Buyer for the legal transfer of Seller's perfected right, title and interest (to the extent so perfected by Seller) in the Purchased Assets purchased by Buyer. Buyer shall be responsible for the preparation and recording of such assignments and for payment of any costs and recording fees associated with recording such assignments.
